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Donnelley MariCeting 3fR7 a companv oF .U3II Thc0un8 BmdstrcetCorporation Coupon Redemption Services Agreement Page 8 If this Agreement is acceptable to you, please indicate your acceptance by signing both copies and return one signed copy to me. Upon return of the signed Agreement, I will send it to the Director-Coupon Redemption for action. Sincerely, Joseph J. Gilbert Marketing Account Executive AGREEMENT EFFECTIVE DATE: February 1, 1982 ACCEPTED FOR: ACCEPTED FOR: LORILLARD, INC. DONNELLEY MARKETING BY: BY: (Name) (Name) (Title) (Title) (Date) (Date)

ponnelley Marketing !Lla11 arompanYo( i hc Uun & endctrect Cor poratwn Coupon Redemption Services Agreement Page 4 10 Promptly destroy coupons redeemed and furnish to you with an affidavit of such destruction. You shall have the right, at reasonable intervals, to have Donnelley's counts of your coupons verified at your expense by any Certified Public Accounting Firm or one of your employees, providing you notify us in advance so coupons can be held for the period to be checked. You shall also have the right, at reasonable intervals, to audit payments to invoices, and other reasonable reviews you deem necessary, without prior notice to Donnelley. 11. Donnelley shall retain copies of paid invoices for a minimum of 24 months to answer queries and for reference purposes. 12. Donnelley shall prepare the following redemption reports: 12.1 Checks - issued weekly _ q --- ' 12.2 Check Register - weekly 12.3 Coupon Redemption Reports 12.31 Monthly Coupon Redemption - per existing format, or other mutually agreeable format, as you desire. 12.32 Monthly Brand Statistical Report - per existing format. 12.33 Monthly Exception Report - This report lists those invoices not paid for various reasons shown (gang cut, mint condition coupons, unusual printing, on Donnelley Exception List, etc.) on the report. Should you desire later that we pay any of these coupons (which we hold), we will respond , immeidately.

Donnelfey Marketing 'P g~ a<ompanvof yDH3 Thc Wn& Sradstrcct [orporvnun Coupon Redernplion Services Agreement Page 2 3. Cost of any special reports you request, not covered herein. 4. Donnelley Service Fee Based on your current estimated annual redemptions of approximately 25 million coupons, the Donnelley service fee is $16.95 per thousand coupons redeemed for 100% sort and coupon count. "THERE IS NO ADDITIONAL AUTOMATIC COST-OF-LIVING, OR OTHER FACTOR APPLIED TO THE FOREGOING FEE PROPOSALS NOW OR IN THE FUTURE." THE COST OF CHECKS AND ENVELOPES IS INCLUDED IN THE ABOVE FEE. . While the foregoing service fee covers the ensuing 12-month period, if your redemntions show a significant change in less time than that, we will be prepared to discuss an appropriate service fee change based on the new redemption volume. Such new service fee would, of course, become effective immediately after mutual.agreement is completed. The service fee above, or as may be later revised, remains in effect for a minim.um of one year from agreement date, after which your Company and Donnelley will mutually review the service fee for possible change. The factors considered by you and Donnelley shall include: a) Substantial change in coupon redemption volumes or number of coupon codes processed. b) Percent change in "National Bureau of Labor Statistics Averaqe Manufacturing Wage" from the previous year. c) Change in Federal Minimum Wage Rates. d) Improvements in Coupon Redemption Systems by Donnelley that effectively reduce costs. 1 :

Donneiley Marketing ~+.q acompanyof 3$9:9 ihciwnBBradstrcclcorporalLon Coupon Redemption Services Agreement Page 7 J) Donnelley shall not be responsible for any cessation or delay in the performance of its obligations under this Agreement due to causes beyond its control, including but not limited to, fire, accident, labor difficulty, strike, riot, civil commotion, Act of God, delays or errors in the United States mails, or change in laws or regulations. K) Donnelley shall not be responsible for the compliance of the merchandise coupons with State, Federal or local laws. L) All notices reauired herein shall be in writing. The mailing of a notice to you at the address shown above or to Donnelley local office address or to such other address as either party shall specify by.notice to each other, shall constitute delivery thereof as of the date of this mailing. M) This Agreement may be terminated by either party uz,on giving at least sixtp (60) days notice to the other party. In the absence of any separate agreement terminating this Agreement, Donnelley shall, not sooner than sixtv (60) days after giving or receiving such termination notice, close the Post Office Box maintained for coupon receipt and instruct the Post Office to forward all mail received thereafter to you at your expense, which expense you agree to pay. N) This Agreement shall be construed on accordance with the laws of the state oertaining to the client, and mav not be amended or modified exceot in writing duly signed by both parties. 0) Service to vou is furnished bv Donnelle_v on a non- exclusive basis and Donnelley is not restricted from furnishing the same type of service outlined above

MarKeting 3Bseompanyof Thelwn& BradctrcctCorporation Coupon Redemption Services Agreement Page 5 F) BILLING AND BILLING INFORMATI"ON Retailer Pavments Billing for retailer payments shall be weekly, with immediate payment upon receipt of the invoice. 13. Other Billings to the Manufacturer The Donnelley service fee and all other charges as described in this agreement shall be billed to the manufacturer on a monthly basis and due when received. A monthly billing statement shall accompany the monthly billing and will consist of: a) Value of coupons redeemed, including retailer handling charges for all coupons redeemed. The statement shall be supported by all weekly check registers. b) The Donnelley service fee is based on actual coupons processed during the month as shown on the redemption reports and check registers submitted to the manufacturer. Zs ~o ~'-- ~~ + nh~-^ , stage on cha_..s zaen cu_, ~rp_ng cha_ges for coupons received from retailers or their clearinghouses. d) Other miscellaneous charges as specifically described herein are to be separately itemized on the monthly billing invoice. e) Coupons processed and placed on the exception Report(s) are charged for at the per thousand rate described.

Donnelley Marketing 'i~1lp acompanvof .MSStaiThc Uun & 6radsrrcct forporatmn Coupon Redemption Services Agreement Page 6 14. Research Information On'occasion, Donnelley Marketing develops and issues general couponing and redemption infor- mation which may be of considerable value to you. This information is available to you without charge. Should you have some need for special information, we would be iiappy to assist you. Normally, there is no added charge involved. r) To maintain your good customer relations, only retailer submissions containing errors (.plus or minus) of $5 or more, or 1/10th of 1% of the amount recruested but not exceeding $25, will be changed and reported to the submitter. Invoices from unacceptable retailers, or containing misredeemed coupons, will not be paid for any amount without your approval. H) Security All information relating to your Redemntions remains strictly confidential between "your Company and your Redemption Center Coupon Redemption Team.'r The information generated is your exclusive property and will not be used for any other purnose except as you direct, nor without your expressed approval. All such records and reports are to be kept under strict security measures, as are all other coupon redemption customer information. I) Donnelley will take all reasonable precautions against errors in receiving, handling and accounting for your merchandise counons. Donnelley carries adequate public liability, property damage, fire, theft and workmen's compensation insurance on all personnel, eauipment and materials, which also protects you against claims arising out of the work to be performed by Donnelley under this Agreement. Donnelley agrees to indemnify and hold you blameless against loss, theft or destruction of your merchandise coupons while in Donnelley's possession or custody arising from the negligence of Donnelley; provided, however, that Donnelley's liability for such loss, theft or destruction of your merchandise coupons shall be limited to the replacement value thereof, except in the case of the theft and subseauent redemption thereof where Donnelley's liability shall be measured by the redemption value of such coupons.

D®nnelley J Marketing 7ffEa acompanvof YiII9 ThcnunS6radslrcctCUrporalion Mr. Paul Lawless Lorillard, Inc. 666 Fifth Avenue New York, NY 10019 Dear Mr. Lawless: Coupon Redemption Services Agreement December 15, 1981 This Letter of Agreement.sets forth the entire understanding between Lorillard and Donnelley Marketing with respect to the services to be performed by Donnelley in redeeming coupons issued by Lorillard during the term of this Agreement. Details of the coupon redemption are as follows: A) Coupons issued by you shall contain instructions to retailers so that such coupons may be redeemed by submitting same to you, at: Lorillard Coupon Redemption Program Post Office Box 1446 Elm City, NC 27898 B) To aid Donnellev in the prompt and efficient per- formance of its services under this Agreement, you agree to furnish to Donnelley in advance of each coupons issued the information as described in attached form letter, Exhibit "A". C) You agree to honor all legitimate coupons submitted by retailers to Donneliev. D) You agree to pay Donnelley nromptly upon presentation of invoices the following charges: 1. Amounts due to retailers for the face value, retailer handling charge, and retailer postage or shipping charges for coupons redeemed. 2. Collect transportation charges paid by Donnelley in connection with your shipments. Postage incurred by Donnelley in issuing retailers reimbursements and answering queries.

Donnelley Marketing ~~9 a companvo( Y93.~ ihc Oun & 8radstrcct Corporation Coupon Redemption Services Agreement Page 3 E) Donnelley agrees to render.the following services in connection with this Agreement: 1. Rent and pay the rental fee for a Post Office Box as designated by Donnelley. 2. Open all mail received and send miscellaneous correspondence not dealing with coupon redemption to you. Answer all retailer queries promptly and tactfully, and (if you desire), send a copy of any such correspondence to you. 3. Remove coupons from the container, -;erify the count supplied by the retailers, verify the computations supplied by the retailers, and record all postage or express charges paid by the retatlers if they request reimbursement. 4. Inspect coupons for gang cut, mint condition, unusual printing and other misredemption indica- tions and disposing of such questionable redemption problems in a mannpr-mutually agreeable to both you and Donnelley. 5. Check retailer payment requests against the "Donnelley Master Exception List" and bring such remittance requests to your attention or process payment and send check to you for issue or cancellation. 6. Check new coupon clearinghouses with Dun & Bradstreet reports. 7_ Verify all submissions using Post Office Box address by a Dun & Bradstreet report, corres- pondence, telephone or other acceptable means to verify the physical location and phone number of the legitimate business establishment. B. Prepare checks, insert into window envelope, seal and mail via First Class mail. Payments shall be issued weekly. 9. Coupon redemption report(s) shall be prepared each month based on 100% actual sort and count.